Kusam Electrical Industries Ltd Directors Report

To, The Members, Kusam Electrical Industries Ltd

Your Directors are pleased to present the Fourty Third (43^rd) Annual Report and the Audited Accounts of the Company for the year ended 31^st March, 2026.

1. Financial Results

The Companys financial performance for the year ended March 31, 2026 is summarized below:

Particulars	2025-2026	2024-2025
	(In Lakhs)	(In Lakhs)
Gross Income	1057.39	1,010.33
Profit Before Interest and	42.88	51.53
Depreciation
Less: Interest	1.33	2.87
Less: Provision for Depreciation	8.66	8.96
Profit Before Exceptional &	32.89	39.70
Extraordinary items & Tax
Less: Exceptional Items	-	-
Less: Extraordinary items	-	-
Profit Before Tax	32.89	39.70
Less: Provision for Tax	11.00	12.20
Less: Tax for earlier years	1.43	-
Less: Deferred Tax	0.40	(2.34)
Net Profit After Tax	20.06	29.83
Earnings per Share	8.36	12.43
(Basic & Diluted)

2. Review of Operations

During the financial year 2025 26, the Company continued to carry on its business operations in the normal course. The Company recorded total income of 1,057.39 lakhs as against 1,010.33 lakhs in the previous financial year, registering an increase of approximately 4.66%.

The Profit Before Tax of the Company stood at 32.89 lakhs during the year under review as compared to 39.70 lakhs in the previous year. The Profit After Tax stood at 20.06 lakhs as against 29.83 lakhs in the previous financial year. The decline in profitability was primarily attributable to the overall increase in operating and other expenses during the year.

The management continues to focus on strengthening the Companys operational efficiency, improving cost management and maintaining sustainable business growth. The Company remains committed to serving its customers effectively and enhancing its operational capabilities.

The Company remains optimistic about its future prospects and intends to pursue opportunities for sustainable growth in its business operations. The management will continue to focus on improving operational efficiency, prudent cost management, strengthening customer relationships and exploring opportunities for enhancing revenue and profitability.

The Company will continue to monitor market conditions and business developments and will take appropriate measures to strengthen its financial and operational performance. The management remains committed to creating sustainable value for all stakeholders while maintaining prudent financial and operational practices.

3. Change in the Nature of Buisness

During the year under re-view, there were no change in the Nature of business.

4. Outlook

The Management of the Company is focusing on procuring bulk orders at competitive rates. The initative taken by the company has started showing good results. The Company is confident of improved performance during the current year.

5. Dividend

With a view to conserve funds for the operations of the Company, your Directors have not recommended any Dividend on the Equity Shares for the Financial Year under review.

6. Transfer To Reserves

There has been no transfer to reserves in the current Financial Year under review.

7. Share Capital

The Authorised Equity Share Capital of the Company as on March 31, 2026 is 25,00,000 (Rupees Twenty five lacs) having 2,50,000 Equity Shares of 10/- each . The Paid-up Equity Shares Capital of the Company as on March 31, 2026 is 24,00,000 (Rupees Twenty four lacs) having 2,40,000 Equity shares of 10/- each.

During the year under review the Company has not made any changes in the share capital of the Company:

Increase in Share Capital	Buy Back of Securities	Sweat Equity	Bonus Shares	Employees Stock Option Plan
Nil	Nil	Nil	Nil	Nil

8. Public Deposits

During the year under review, the Company has not accepted or renewed any deposits falling within the purview of provisions of Section 73 of the Companies Act, 2013 read with The Companies (Acceptance of Deposits) Rules, 2014. Hence, the requirements for furnishing of details of deposits which are not in compliance with Chapter V of the Act is not applicable.

9. Directors and Key Managerial Personnel

As on date of the report, the Board of Directors of the Company comprises of Five Directors, of which two are Executive Directors and two Independent Directors (including Woman Independent Director) and one is non-executive non-independent director. The Independent Directors of the Company are highly competent with relevant experience and expertise. They contribute in various ways in the growth and development of the Company.

None of the Independent Directors had any pecuniary relationship or transactions with the Company during Financial Year 2025-26. None of the Directors or Key Managerial Personnel (KMP) of the Company are related inter-se. As per the information available with the Company, none of the Directors of the Company are disqualified for being appointed as a Directors as specified in Section 164(2) of the Companies Act, 2013.

The Key managerial personnel in the company as per Section 2(51) and 203 of the Companies Act, 2013 are as follows:

Mr. Chandmal Goliya: Whole Time Director Mr. Navin Goliya; Whole Time Director Mr. Naval Jha: Chief Financial Officer Ms. Ankita Nahata: Company Secretary

Following changes have taken place in the Board of Directors & KMP:

Ms. Ankita Nahata was appointed as a Company Secretary and Compliance Officer of the Company with effect from 29th January, 2026.

Ms. Amruta Lokhande: Company Secretary was resigned as a Company Secretary and Compliance Officer of the Company with effect from 30^th October, 2025.

Mrs.Anu Ranka (DIN: 11512569) appointed as an Additional Non-Executiveand Independent Director of the company with effect from 29th January, 2026 and who will be regularised as a Independent Director of the Company subject to the approval in ensuing Annual General Meeting of the Company.

Directors liable to retire by rotation:

In accordance with the provisions of The Companies Act, 2013 and the Articles of Association of Company, Shri Navin Chandmal Goliya (DIN: 00164681) retire by rotation at the ensuing Annual General Meeting of the Company and being eligible, offers himself for re-appointment.

The Board recommends all the resolutions placed before the members relation to the appointment / reappointment of directors for their approval.

The relevant details, as required under Regulation 36 (3) of SEBI (Listing Obligations and Disclosure

Requirements) Regulations, 2015 ("SEBI Listing Regulations") and Secretarial Standard, of the person seeking re-appointment/ appointment as Director are also provided in Explanatory statements annexed to the Notice convening the 43^rd Annual General Meeting.

10. Disclosures Under Section 197(12) Of The Companies Act, 2013

The Company has 10 employees on its payroll, hence the requirements as specified in Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are applicable to the Company. Disclosures pertaining to Remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are kept at the Registered Office for inspection 21 days before the date of Annual General Meeting of the Company. Pursuant to Section 136 of the Companies Act, 2013 and members, if any interested in obtaining the details thereof shall make specific request to the Compliance Officer of the Company in this regard.- Annexure- I

11. Names Of Companies Which Have Become Or Ceased To Be Its Subsidiaries, Joint Ventures Or

Associate Companies During The Year: NIL 12. Board & Committee Meetings a) Board Meeting:

During the financial year 2025-26, total Five (5) Board Meetings were held on 15^th May, 2025, 13^th August, 2025, 12^th November, 2025, 29^th January, 2026 and 12^th February, 2026. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

Attendance :

Name of the Director	Category	Number of Board Meetings attended	Attended last AGM
Mr. Chandmal Parasmal Goliya	Whole time Director	5	Yes
Mr. Jhanwarlal Bhanwarlal Sipani (Upto 15th November 2025)	Non- Executive Director	3	Yes
Mr.Sushilkumar Jhunjhunuwala	Non- Executive Independent Director	5	Yes
Mr. Navin Chandmal Goliya	Whole time Director	5	Yes
Mrs. Milli Goliya	Non- Executive Director	3	Yes
Mrs. Sushma Ranka (Retired w.e.f 28th January 2026)	Non- Executive Independent Director	4	Yes
Mrs. Anu Ranka (w.e.f 29th January 2026)	Non- Executive Independent Director	1	N.A

b) Audit Committee Meeting:

During the financial year 2025-26, total four (4) Audit Committee Meetings were held on 15^th May, 2025, 13^th August, 2025, 12^th November, 2025, and 12^th February, 2026.

The Board has well-qualified Audit Committee with majority of Independent Directors including Chairman. They possess sound knowledge on Accounts, Audit, Finance, Taxation, Internal Controls etc. The details of the Composition of the Audit Committee during the financial year 2025-2026 are as follows:

Chairman: Mr. Sushilkumar Jhunjhunuwala

Members: Mr. J B. Sipani till 15^th November 2025

Ms. Sushma Ranka till 29^th January 2026

Mrs. Milli Goliya from 13^th August 2025

Mrs. Anu Ranka from 29^th January 2026

Attendance :

Name of the Director	Category	Number of Committee Meetings attended	Attended AGM last
Mr. Sushilkumar Jhunjhunuwala	Non - Executive Independent Director(Chairman)	4	Yes
Mr. J B. Sipani (till 15th November 2025)	Non - Executive Director	3	Yes
Mrs. Sushma Ranka	Non - Executive Independent Director	3	Yes
Mrs. Anu Ranka	Non - Executive Independent Director	1	NA
Mrs. Milli Goliya	Non- Executive Director	2	Yes

(a) TERMS OF REFERENCE:

The terms of reference of the Audit Committee inter alia include the following:

i. The recommendation for appointment, remuneration and terms of appointment of Auditors of the Company.

ii. Review and monitor the Auditors Independence and performance, and effectiveness of

Audit process.

iii. Examination of the financial statement and Auditors Report thereon.

iv. Approval or any subsequent modification of transaction of the Company with related parties.

Provided that the Audit Committee may make Omnibus Approval for related party transactions proposed to be entered into by the Company subject to such consultations as may be prescribed.

v. Scrutiny of Corporate Loans and Investments. vi. Valuation of undertakings or assets of the Company wherever it is necessary. vii. Evaluation of internal financial controls and risk management system. viii. Monitoring the end use of funds raised through public offers and related matters.

ix. Calling for the Comments of the Auditors about internal control system, the scope of Audit, including the observations of the Auditors and review of Financial Statements before their submission to the Board and may also discuss any related issues with the Internal and Statutory Auditors and Management of the Company.

Authority to investigate into any matter in relation to the item specified from (i) to (ix) above or referred to it by the Board

(b) FUNCTION:

The Audit Committee, while reviewing the Annual Financial Statement also review the applicability of various Accounting Standards (AS) referred to in Section 133 of the Companies Act, 2013. Compliance of the Accounting Standard as applicable to the Company has been ensured in the preparation of the Financial Statement for the year ended 31^st March, 2026.

Besides the above Chairman and Managing Director, Whole-Time Director, Chief Financial Officer, Business heads of the Company divisions and the representatives of the Statutory Auditors are permanent invitees of the Audit Committee Meetings.

The Audit Committee also oversees and reviews the functioning of Vigil Mechanism (implemented in the Company as a Risk Management Policy and Whistle Blower Policy) and review the finding of investigation in the cases of material nature and the action taken in respect thereof.

c) Nomination & Remuneration & Compensation Committee Meeting:

During the Financial Year 2025-26, total two (2) Nomination & Remuneration Committee Meeting was held on 13^th August 2025 & 29^th January 2026

The Company has constituted Nomination & Remuneration Committee. The details of the Composition of the Nomination & Remuneration Committee are as follows:

Chairman: Mr. Sushilkumar Jhunjhunuwala

Members: Mr. J B. Sipani till 15^th November 2025 Ms. Sushma Ranka till 29^th January 2026 Mrs. Milli Goliya from 13^th August 2025 Mrs. Anu Ranka from 29^th January 2026

Attendance:

Name of the Director	Category	Number of Committee Meetings attended	Attended last AGM
Mr.Sushilkumar Jhunjhunuwala	Non- Executive Independent Director(Chairman)	2	Yes
Mr. J B. Sipani	Non- Executive Director (Member)	1	Yes
Mrs. Sushma Ranka	Non-Executive Independent Director (Member)	2	Yes
Mrs. Anu Ranka	Non - Executive Independent Director	NA	NA
Mrs. Milli Goliya	Non- Executive Director	1	Yes

(a) TERMS OF REFERENCE:

The Committees composition meets with requirements of Section 178 of the Companies Act, 2013. The terms of reference of the Committee inter alia, includes the following:

1. To identify persons who are qualified to become Directors and who may be appointed in Senior Management in accordance with the criteria let down and to recommend to the Board their appointment and removal and shall carry out evaluation of every Directors performance.

2. To formulate the criteria for determining qualifications, positive attributes and independence of a Directors and recommend to the Board a Policy relating to the remuneration for the Directors, Key Managerial Personnel and other Employees.

3. To ensure that the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate Directors of the quality required to run the Company successfully.

4. To ensure that relationship of remuneration to performance is clear and meets appropriate performance benchmark.

5. To ensure that remuneration to Directors, Key Managerial Personnel and Senior Management involves balance between fixed and incentive pay reflecting short term and long term performance objectives appropriate to the working of the Company and its goals.

d) Stakeholders Relationship Committee Meeting:

During the financial year 2025-26, total one (1) Stakeholders Relationship Committee Meetings were held on 13^th August, 2025.

The Company has constituted Stakeholders Relationship Committee. The details of the Composition of the Stakeholders Relationship Committee are as follows:

Chairman:	Mr. J B. Sipani till 15th November 2025
Members:	Mr. Navin Goliya
	Mrs. Milli Goliya from 13th August 2025
	(Appointed as chairman from 16th Novvember 2025)
	Ms. Sushma Ranka till 29th January 2026
	Mrs. Anu Ranka from 29th January 2026

Attendance:

Name of the Director	Category	Number of Committee Meetings attended	Attended last AGM
Mr. J B. Sipani (Till 15th November 2025)	Non- Executive Director (Chairman)	1	Yes
Mr. Navin Goliya	Whole time Director	1	Yes
Mrs. Sushma Ranka	Non-Executive Independent Director	1	Yes
Mrs. Milli Goliya from 13th August 2025	Non- Executive Director	NA	Yes
Mrs. Anu Ranka from 29th January 2026	Non-Executive Independent Director	NA	NA

(a) TERMS OF REFERENCE:

The Company with the assistance of the Registrar and Share Transfer Agent M/s. Satellite Corporate Services Private Limited attend to all grievances of the Shareholders received directly through SEBI, Stock Exchanges, Ministry of Corporate Affairs, Registrar of Companies, etc. The Minutes of the Stakeholders Relationship Committee Meetings are circulated to the Board and noted by the Board of Directors at the Board Meeting. Continuous efforts are made to ensure that grievances are more expeditiously redressed to the complete satisfaction of the Investors. Shareholders are requested to furnish their Telephone Numbers and e-mail address to facilitate prompt action.

(b) DETAILS OF SHAREHOLDERS COMPLAINTS RECEIVED, SOLVED AND PENDING SHARE TRANSFERS COMPLAINTS:

Nature of the complaint	Received	Replied	Pending
1 Non-receipt of shares certificates lodged for transfer	0	0	0
2 Non-receipt of dividend warrants	0	0	0
3 Non-receipt of dividend warrants after revalidation	0	0	0
4 Non-receipt of share certificates lodged for split/ Bonus shares	0	0	0
5 Non Receipt of duplicate shares certificates	0	0	0
6 Letters from SEBI / stock Exchange	0	0	0
7 Letters from Department of Company Affairs / Other Statutory Bodies	0	0	0
Total	0	0	0

During the year, nil complaints regarding non-receipt of shares sent for transfer, Demat queries were received from the shareholders, all of which have been resolved. The company had no transfers pending at the close of 31.03.2026.

REQUESTS:

Nature of the Requests	Received	Replied	Pending
1 Receipt of dividend warrants for revalidation	0	0	0
2 Request for mandate correction on Dividend warrants	0	0	0
3 Request for duplicate Dividend warrant	0	0	0
4 Request for copy of Annual Report	0	0	0
5 Request for TDS Certificate	0	0	0
6 Request for exchange of split Share certificate	0	0	0
Total	0	0	0

13. Board Evaluation

Pursuant to the provisions of the Companies Act, 2013 and Listing Regulations the Board has carried out an Annual Performance Evaluation of its own performance, the Directors individually as well as the Evaluation of the working of its various committees.

A separate exercise was carried out to evaluate the performance of individual Directors including the Chairman of the Board, who were evaluated on parameters such as level of engagement and contribution, independence of judgment, safeguarding the interest of the company. The performance evaluation of the Independent Directors was carried out by the entire Board excluding the directors being evaluated.

The Performance Evaluation of the Chairman and Non Independent Directors was carried out by the Independent Directors at their separate meeting.

14. Fixed Deposits

The Company has not accepted any Fixed Deposits during the year.

15. Declaration by an Independent Director(s) & re-appointment if any.

All Independent Directors have given declarations affirming that they meet the criteria of independence as provided under Section 149 (6) of the Companies Act, 2013, and Regulation 16(1)(b) of SEBI (LODR) Regulations, 2015 and there has been no change in the circumstances which may affect their status as Independent Directors during the year.

16. Internal Financial Controls

The Board has laid down Internal Financial Control Policy to be followed by the Company and the policy is available on Companys website at the link www.kusamelectrical.com The Company has in place adequate internal financial controls with reference to financial statements. During the year such controls were reviewed and no reportable material weakness in the operation was observed.

17. Policy on Directors Appointment & Remuneration

Details of Nomination and Remuneration Policy, pursuant to Section 178 (4) of the Companies Act, can be accessed by clicking on the web link:

Details of Familiarisation Programme for Independent Directors and criteria for making payment to Non- Executive Directors can be accessed by clicking on the web link: http://www.kusamelectrical.com/Directors-Familiarisation-Programme.pdf

18. Management Discussion and Analysis Report

Management Discussion and analysis Report for the year under review, as stipulated under Regulation 34(2)(e) of the SEBI (LODR) Regulation, 2015 is presented in the separate Section forming part of Annual Report. (Annexure II)

19. Auditors:

(i) Statutory Auditor

The Statutory Auditor of your Company namely, M/s. Chhajed & Doshi, Chartered Accountants (Firm Registration Number: 101794W) were appointed as the Statutory Auditors of the Company for first time at 42^th Annual General Meeting held in 2025 for a term of five years and hold office upto the conclusion of the 47^TH Annual General Meeting to be held in the Financial Year ended March 31, 2026

The Report given by the Statutory Auditor for the Financial Statements for the year ended 31st March, 2026 read with Explanatory Notes thereon do not call for any explanation or comments from the Board under Section 134 of the Companies Act, 2013.

No qualifications or adverse remark has been received during the period under review.

(ii) Secretarial Auditor

As per Section 204 of the Companies Act, 2013, and the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, the Company is required to appoint a Secretarial Auditor for auditing secretarial and related records of the Company.

M/s. Manoj V. Ayadi & Associates, Practicing Company Secretaries, was appointed as the Secretarial Auditor of the Company for conducting the Secretarial Audit for the Financial Year 2025 26, to fill the casual vacancy caused by the resignation of CS Nishi Jain, Practicing Company Secretary, the existing Secretarial Auditor of the Company.

The Secretarial Audit Report for the Financial Year ended 31^st March, 2026 is annexed herewith marked as "Annexure III" to this Report. The said report contains observation or qualification which is mentioned as below:

Reply to the Qualification made in the Secretarial Audit Report:

Qualification	Boards Reply
a. The Company has not complied with the provisions of Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 with respect to submission of the Annual Report to the Stock Exchange within the prescribed period, resulting in a delay.	The Board of Directors of the Company acknowledges the delay in submission of the Annual Report to the Stock Exchange in accordance with Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for the year ended 31st March 2025.
	The delay was subsequently rectified by the Company and the Annual Report was duly submitted to the Stock Exchange. The Stock Exchange, pursuant to its communication dated 17th November 2025, recorded the matter as "Delayed complied" and levied a fine of 2,360/- (including GST) in respect of the said non-compliance. The Company has duly paid the fine levied by the Stock Exchange and submitted the requisite payment/remittance details to the Exchange
	The Board assures that the Company will exercise due care and ensure strict compliance with all applicable SEBI Regulations and Listing Requirements in future.

iii) Internal Auditor

The Company has adequate system of Internal check and control and the function of the Internal Auditor is being looked after by M/s HRJ & Associates, Chartered Accountants as an Internal Auditor of the company

iv) Cost Auditor

The Company is not required to maintain Cost Audit Records as its turnover is less than 35 Crore, Company not engaged in production of goods or providing services in respect of which any order has been passed by the Central Government under Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014.

20. Internal Controls

Your Company has in place adequate Internal Control Systems commensurate with the size of its operations. Internal control systems comprising of policies and procedures are designed to ensure sound management procedures are designed to ensure sound management of your Companys operations, safekeeping of its assets, optimal utilization of resources, reliability of its financial information and compliance. Clearly defined roles and responsibilities have been institutionalized. Systems and procedures are periodically reviewed to keep pace with the growing size and complexity of your companys operations.

21. Vigil Mechanism:

In pursuant to the provisions of Section 177(9) & (10) of the Companies Act, 2013, the Company have a Vigil Mechanism Policy for directors and employees to deal with an instance of fraud or mismanagement, if any. The Vigil Mechanism Policy has been uploaded on the website of the Company at http://www.kusamelectrical.com/pdf/Whistle-Blower-policy.pdf

22. Risk Management Policy

The Board of Directors has put in place a Risk Management policy for the company, which includes business risks, markets risks, event risks and IT / Financial/ Interest rate/ liquidity, risks and the structure , infrastructure, processes, awareness and risk assessment / minimization procedures. The elements of the risk, which in severe form can threaten Companys existence, have been identified by the Board of Directors. Details of the Risk management Policy have been uploaded on the website of the Company at http://www.kusamelectrical.com/Risk-Management-Policy.pdf

23. Extract of Annual Return:

Pursuant to Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, the Annual Return as on March 31, 2026 shall be placed on the on the website of the Company www.kusamelectrical.com.

24. Material changes and commitments, if any, affecting the financial position of the company which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of the Report

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which this financial statement relate and on the date of this report.

25. Particulars of loans, guarantees or investments

The details of Loan, Guarantees and Investments are given under the provisions of Section 186 of the Companies Act, 2013 are given in the Notes to Financial Statements.

26. Related Parties Transactions:

During the financial year 2025-26, the Company had not entered into any material transactions with any of its related parties. The related party transactions entered into with the related parties as defined under Companies Act, 2013 during the financial year 2025-2026 were in the ordinary course of business and at arms length and the same has been approved by the Audit Committee. The disclosure of Related Party Transactions under Accounting Standard-18 with related party are disclosed in the notes to Accounts of the Standalone Financial Statements. Details of policy for dealing with related party transactions can be accessed by clicking on the web link: http://www.kusamelectrical.com/Related-party-transaction-policy.pdf

27. Corporate Governance

In terms of Regulation 15(2)(a) of SEBI(LODR), Regulations 2015, the compliance with the Corporate Governance provisions as specified in Regulations 17, 18, 19, 20, 21, 22, 23, 24, 25, 26, 27 and Clauses (b) to (i) of sub-regulation(2) of Regulation 46 and paras C, D and E of Schedule V are not applicable to the Company as the paid up share capital of the Company is less than 10 crores and its Net Worth does not exceed 25 crores as on 31st March, 2026.

28. Corporate Social Responsibility (CSR)

In accordance with the provisions of Section 135 read with Schedule VII of the Companies Act, 2013 the Company is not required to adopt a CSR Policy outlining various CSR activities to be undertaken by the Company.

29. General Disclosures

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

1. The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

2. The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

3. The Company has not issued any equity shares under Employees Stock Option Scheme during the year under review and hence no information as per provisions of Section 62(1)(b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

4. During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014 is furnished.

5. No orders have been passed by any Regulator or Court or Tribunal which can have an impact on the going concern status and the Companys operations in future.

30. Obligation of Company Under the Sexual Harassment of Women at Workplace (Prevention,

Prohibition and Redressal) Act, 2013

To foster a positive workplace environment, free from harassment of any nature, we have institutionalized the Anti-Sexual Harassment Initiative (ASHI) framework, through which we address complaints of sexual harassment at all workplaces of the Company. Our policy assures discretion and guarantees non-retaliation to complainants. We follow a gender-neutral approach in handling complaints of sexual harassment and we are compliant with the law of the land where we operate. The Company has setup an Internal Complaints Committee (ICC) for redressal of Complaints. During the financial year 2025-26: No. of Sexual Harassment Complaints received: NIL

31. MATERNITY BENEFIT:

The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act, 1961, and has extended all statutory benefits to eligible women employees during the year.

32. (a) Conservation of energy, technology absorption

Your Company has no activities relating to conservation of energy and absorption of Technology.

(b) Foreign exchange earnings and Outgo

During the year, under review the Company has earned foreign exchange of 2,86,106-/ on account of export sale and outgo of foreign exchange during the year was 4,49,13,725/- for imports.

33. Directors Responsibility Statements

Pursuant to the requirement of Section 134(5) of the Companies Act, 2013 with respect to Directors Responsibility Statement, it is hereby confirmed that:-

(a) In the preparation of the annual accounts for the year ended 31^st March, 2026, the applicable accounting standards have been followed along with proper explanation relating to material departures.

(b) The Directors has selected such accounting policies as mentioned in Note 2 of the Annual accounts have been applied consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year ended 31^st March 2026 and of the profit and loss of the company for that period.

(c) The Directors had taken proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

(d) The Directors had prepared the annual accounts for the year ended 31^st March 2026 have been prepared on a going concern basis.

(e) The Directors had laid down Internal Financial Control to be followed by the Company and that such internal financial control are adequate and were operating effectively.

(f) The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws are devised and are adequate and operating effectively.

34. Significant And Material Orders Passed By The Regulators Or Courts

During the year under review, no significant and material orders were passed by the Regulators, Securities Exchange Board of India, Stock Exchanges, Tribunal or Courts.

35. Pending Proceeding Under The Insolvency and Bankruptcy code, 2016

During the year under review, no pending proceeding under the Insolvency and Bankruptcy Code, 2016

36. One time Settlement with Bank or Financial Institutions

During the year under review, no instance of onetime settlement with any Bank or Fiannacial Institutions.

37. Affirmation On Compliance Of Secretarial Standards

The company hereby affirms that during the year under review company has complied with all the applicable secretarial standards (including any modifications or amendments thereto) issued by the Institute of Company Secretaries of India

38. Reporting of Frauds

There was no instance of fraud during the year under review, which required the Statutory Auditors to report to the Audit Committee and / or Board under Section 143(12) of the Act and the rules made thereunder.

39. Listing with Stock Exchanges:

The Company confirms that it has paid the Annual Listing Fees for the year 2026-2027 to BSE where the Companys Shares are listed.

40. State of Affaris

The Company is engaged in the business of one segment i.e. Trading in Electronic & Electrical

Instruments, Accessories etc..

41. Details of any Application made or pending under IBC

There was no any Application made or pending under IBC during the year.

42. Acknowledgements

Your Directors wish to thank Bankers, Government Authorities and various stakeholders, such as, shareholders, customers and suppliers, among others for their support and valuable guidance to the Company. Your Directors also wish to place on record their appreciation for the committed services of all the Employees of the Company.

	For and on behalf of the Board of Directors of
	KUSAM ELECTRICAL INDUSTRIES LTD
	CIN: L31909MH1983PLC220457
	Sd/-
	Navin Chandmal Goliya
	Whole time Director
	DIN: 00164681
Place: Mumbai
Date: 13/08/2026